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Element Fleet Management Corp. Board/Management Information 2021

Jan 18, 2021

46956_rns_2021-01-18_d3bbc68f-f795-4727-9981-0ffa9c870d26.pdf

Board/Management Information

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FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1 Name and Address of Company

Element Fleet Management Corp. (“Element” or the “Company”) 161 Bay Street, Suite 3600 Toronto, Ontario M5J 2S1

Item 2 Date of Material Change

January 13, 2021.

Item 3 News Release

The news release referenced herein was disseminated over Globe Newswire on January 13, 2021. A copy of the news release is filed under the Company’s profile on SEDAR at www.sedar.com.

Item 4 Summary of Material Change

On January 13, 2021, Element announced by way of news release the appointment of Frank Ruperto as Chief Financial Officer of Element (“CFO”). Mr. Ruperto will join Element as EVP Finance and assume the role of CFO effective immediately upon Vito Culmone’s departure in accordance with the Company’s previously announced CFO succession plan.

Item 5 Full Description of Material Change

5.1 Full Description of Material Change

On January 13, 2021, Element announced by way of news release the appointment of Frank Ruperto as CFO. Mr. Ruperto will join Element as EVP Finance and assume the role of CFO effective immediately upon Vito Culmone’s departure in accordance with the Company’s previously announced CFO succession plan.

Mr. Ruperto brings to Element 30 years of experience in business and finance, with deep expertise as a public-company CFO. His proven capabilities also span strategic planning, investor relations, commercial and operations leadership and enterprise risk management. Mr. Ruperto served as Chief Financial Officer and Senior Vice President of Finance and Strategy at Rayonier Advanced Materials Inc. (NYSE:RYAM) (“RYAM”), a producer of cellulose products, from 2014 to 2019. In 2019, RYAM named him Executive Vice President in charge of its core high purity cellulose business unit, with responsibility for executing RYAM’s cellulose specialties commercial strategy. Prior to joining RYAM, Mr. Ruperto spent over 20 years in investment banking, most recently at Bank of America Merrill Lynch. He holds a Bachelor of Arts with a

concentration in Economics from Harvard University and a Master of Business Administration from The Wharton School at the University of Pennsylvania.

Mr. Ruperto will succeed Vito Culmone, who as previously announced, will depart in early 2021 after playing a pivotal leadership role in Element’s transformation. Mr. Culmone will remain with Element through the finalization of the Company’s 2020 financial results and a smooth transition.

5.2 Disclosure for Restructuring Transactions

Not applicable.

Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7 Omitted Information

Not applicable.

Item 8 Executive Officer

For further information, please contact Michael Barrett, Vice President, Investor Relations of the Company, at (416) 646-5698.

Item 9 Date of Report

January 18, 2021.